The hilarious Melissa McCarthy shares the secret to her amazing self-confidence. Plus: how she's raising strong daughters — and having a wacky, wonderful holiday Watch a behind-the-scenes video of Melissa McCarthy's cover shoot!

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Melissa McCarthy will do anything for a laugh. The wisecracking, Emmy Award-winning costar of CBS's Mike & Molly has guzzled ranch dressing on Saturday Night Live and taken a bite of Kristen Wiig's backside in Bridesmaids. As Megan, the hit comedy's wildly inappropriate sister of the groom, McCarthy also hilariously seduced an air marshal (played by her real-life husband, Ben Falcone) and walked away with the movie and an Academy Award nomination. Critics love the 42-year-old girl next door from rural Plainfield, IL, and so do millions of everyday women. They view the immensely likable working wife and mom as a regular-gal role model and cherish her as living proof that self-acceptance and perseverance can make any dream come true.

The secret behind McCarthy's success is simple: She will do whatever it takes to get a giggle. That includes fearless acts, like doing stand-up comedy on a dare (how she got into show business), and clever ruses, like sprinkling powdered-sugar boot prints near the fireplace to convince her daughters — Vivian, 5, and Georgette, 2½ — that Santa Claus has come down the chimney.

"There's a bit of a kook in here," she says, pointing to herself. "And I picked a career at which you have to be a bit crazy to think you can make a living. The lunacy is, I get to; that doesn't ever escape me."

What's even more mind-boggling is that in an industry obsessed with youthful, toothpick-slim actresses, McCarthy has never let her age or her shape become an issue. "Sometimes I wish I were just magically a size 6 and I never had to give [my weight] a single thought," admits McCarthy, who plays tennis and does Pilates. "But I am weirdly healthy, so I don't beat myself up about it — it wouldn't help, and I don't want to pass that on to my girls." Besides, when it comes to acting roles, McCarthy considers her size irrelevant. "I've never been interested in playing the boring ingenue," she replies. "I always wonder, Who's her weird friend? I like the oddballs."

HAPPY AT ANY SIZE

Dressed in a floral wrap top, black cigarette pants, and Nikes with neon green laces, McCarthy sips iced tea in her dressing room on the soundstage where Mike & Molly is shot. The self-confessed interior design obsessive has furnished her workspace — often visited by her daughters — like a cozy, artistic cottage, with pale gray walls, a sofa with velvet and needlepoint cushions, and comfy toile-covered English armchairs. On the walls are photos of the girls, paintings they made for their mommy, and random garage sale paintings that "freak my husband out, so they ended up here," McCarthy explains.

It's nearly 3 P.M., and the actress has a few more scenes to rehearse for an upcoming episode. But first she reaches for some hand sanitizer. "I got something weird on my hands from the set," McCarthy says. "I'm not a crazy germophobe; I have kids, and that ship has sailed." Nowadays if there's a sneeze or a spill, she jokes, "I'll just wipe it up with my shirt."

While McCarthy's sense of humor is infectious, she's very serious about her career. It's taken courage to make her way in a business filled with criticism and rejection. While she owes her success to hard work, McCarthy credits family, friends, and faith for instilling confidence in her. "I did lots of falling down on my face, and I just kept getting back up," she says of her early dues-paying days. "It's not the biggest deal. Eventually you realize you'll get up, and you don't mind the falling as much.

"Since I was a little kid, my answer to anyone who says, 'This is how it's done' has been 'Why?' Who the hell cares that everybody else is doing it this way, saying this, wearing that? If everyone is beating their heads against a wall, go around the wall." Saying McCarthy has persistence is putting it mildly: "When I believe in something, I'm like a dog with a bone. As long as you're not hurting anyone, I don't know that you'll ever regret [pushing ahead]. You'll be happier and more true to who you really are," she says.

To the casual observer, McCarthy may seem like an overjoyed overnight sensation. In truth, she spent years struggling to pay her bills — and still found time to build a solid marriage and start a family. Now her success has put her in an enviable position, one in which she can make the best choices for her personal and her professional life. And make no mistake — her career is in overdrive. In addition to a hit TV show and an appearance in Judd Apatow's This Is 40, due this month, McCarthy has two movies, The Heat (with Sandra Bullock) and Identity Thief (with Jason Bateman), coming out next year. She's also working on a TV show and a road-trip movie with her husband.

After briefly studying fashion and textiles in college and customizing most of her own wardrobe over the years, the talented seamstress is also planning to launch a clothing collection for women like her. "I am plus-size, and the things out there are made either for a 16-year-old hooker or an 89-year-old grandmother of the bride — and they're made from the material used for haircutting capes," she says. "The fabric has to be better, the cuts have to be better, and I want [the collection to be made] in the United States. I have no problem saying that an item might cost $11 more than the shirt down the street; it will last longer, and it will fit and look better." The line, which will likely include dresses designed in her favorite flattering Empire-waist style with a deep V-neck, is still in the early stages of development, but McCarthy is determined to make it happen.

She is also committed to shedding the extra pounds that came along with having two babies in three years and almost nonstop work. Any mom who has battled post-pregnancy weight can relate to McCarthy's story, which was complicated by constant back pain. "You need to give yourself a break [after childbirth] to get your body working again," she advises. "I ran right back to work. My back was just destroyed after pregnancy. I almost had to have surgery, until I did Pilates and rebuilt my body."

McCarthy doesn't dwell on the numbers on the scale. "It's something I'm always working on," she says with a shrug. "I don't know why I'm not thinner than I am. I don't really drink soda; I don't have a sweet tooth, and we eat healthfully at home. We're all weird for , which we almost always have a big pot of in the fridge — it's so good!

"Pretty much everyone I know, no matter what size, is trying some system," McCarthy says. "Even when someone gets to looking like she should be so proud of herself, instead she's like, 'I could be another three pounds less; I could be a little taller and have bigger lips.' Where does it end?" McCarthy's message: It's what's inside that counts.

At her current stage in life, McCarthy says, "You just have to say, It's pretty damn good. I am right here at the moment, and I'm OK with it. I've got other things to think about." Being the best wife and mother she can be is a given, but this is McCarthy's moment as an actress and a businesswoman, and she is intent on making the most of it. After all, she hasn't gotten this far by acknowledging the existence of something called exhaustion.

"I know somewhere in there, I'm incredibly tired, but I just keep going," she says of her increasingly busy schedule, which is carefully organized so she can still take her kids to school and to gymnastics. "I'm afraid that if I stop, I'll just disintegrate." She's definitely discovered one of the inescapable facts of parenthood: "Once you have little kids, it's kind of like survival mode for your sleep," McCarthy says. "They still get up every day at 5 A.M. I'm now down for the count usually by 9 or 9:30 P.M., but it's never continuous sleep. And then sometimes I wake up too early, and I'll go watch a little HGTV; I can look at houses and find it mind-blowingly relaxing. Luckily, I've convinced myself I don't need that much sleep, but I don't know if that's actually true."

HOME FOR THE HOLIDAYS

The cast of Mike & Molly gets a nice long break in December, but McCarthy isn't planning to rest up. There's way too much to do. Favorite movies like A Christmas Story and It's a Wonderful Life need to be watched for the umpteenth time, and parties must be planned and cookies baked: "I make a mean coconut macaroon," McCarthy says proudly. Plus, there are trees to trim: The family tannenbaum gets decorated with homemade baubles and techie ornaments that record the voices of her daughters and her older sister Margie's kids. And in Vivian's room resides a seven-foot-tall hot-pink artificial tree they've put on a dimmer switch so she can use it as a nightlight. Every Christmas Eve, McCarthy continues a "one-pot dinner party" tradition that Ben's mother started. "We have everyone over and make a potful of meatballs for submarine sandwiches. Then we each open only one present," she explains. "But on Christmas morning, it's carnage — wrapping paper flying everywhere."

McCarthy laughs as she recalls the joys of her own childhood holidays, spent on a farm in a small town outside of Chicago. "We got snowed in a lot of the time, and once we couldn't get any groceries, so Christmas dinner was hot dogs from the freezer — which was awesome," she says gleefully. And so were the presents: "My sister and I received Barbie salon sets, where you do the hair and makeup. I thought, My God, my head's going to blow off my neck," she laughs. "And then there was another doll that came with a formal dining room set and little dishes. I would just sit there like a lunatic and set the table for, like, an hour and a half, and my mom was like, 'Best. Gift. Ever.' "

Years later, Mrs. McCarthy would give her daughter "the best worst Christmas present ever," McCarthy says, cracking up. "She will never live it down. It still makes us laugh." Fashion fanatic McCarthy was 21 at the time, living in New York City and barely able to cover her rent, but still wearing chi-chi Hermès scarves and shoes from Bergdorf Goodman. "I was in great shape," she remembers. "And on Christmas I open this box from my mom, and I pull out these polyester permanent-crease old-lady pants with an elastic waistband. And I'm like, 'What are these?' And my mom's like, 'Black slacks! Who couldn't use black slacks?' My sister and I were literally bawling from laughter. We could not get it together. I put them back and went to reach for another present and Mom goes, 'Don't bother: charcoal and navy blue.' She bought me three different pairs of these pants, and a pair of footie pajamas. I was like, 'Mom, I'm 21. What are you doing to me?' "

FROM GOTH TO GRATEFUL

It's hard to imagine now, but there was a time during her high school years when student-council member and cheerleader Missy McCarthy, as she was then known, dressed in head-to-toe black, dyed her hair blue-black, and pulled a cape over her shoulders to go out dancing to gloomy eighties goth music in downtown Chicago. "I just didn't want to go to the same house every weekend and watch the same four girls switch boyfriends," she explains. "I got bored." (For moms who might be going through those "You're not going out like that" battles with their teenagers, here's a McCarthy-ism: "They want to be different. Just get 'em the pink hair dye. Who cares? It's only hair.")

In her hometown, however, McCarthy's every-day-is-Halloween wardrobe mystified neighbors and rattled the nuns at her Catholic high school. Her parents took the high road: They thought it was hilarious. "I have a funny family," observes McCarthy, who grew up worshipping Carol Burnett. "Sitting around the table for dinner at our house, you tried to make people laugh."

Her father, Mike, commuted to Chicago, where he served as an arbitrator for a freight railway; her mom, Sandy, worked for World Book Encyclopedia. They didn't want to raise Margie and Melissa, three years her junior, in the big city, so they settled on a corn and soybean farm along a gravel road. "There was no mall, no fast-food restaurants," McCarthy remembers. "My sister and I gave my parents a hard time. We wanted to live in a subdivision."

McCarthy remains incredibly close with her folks and values her solid Midwestern upbringing, which emphasized honesty, hard work, and gratitude. "We always said grace at the table and we went to church," she says. "I believe it matters how you treat people. I believe in heaven. I don't believe that this is it, and then we're done. I have a lovely relationship with God, although when I've lost someone or I've seen a sick child, I've had conversations with Him in which I've had to ask, How can that be right?" Though she loves the quiet of church, she says she doesn't need to be inside one to pray and doesn't think it matters where you are and how you do it. "My girls and I pray before they go to bed. It's the cutest thing ever to hear Georgie go, 'Tank ooo, God, for Mama; tank ooo, God, for Papa.' "

McCarthy feels equally grateful for her parents and their unwavering belief in their children. "They were really respectful of us. That enables you to have confidence," she notes.

"It was never, 'You're not going to be an actress; that's crazy.' All of the things they'd have been totally right saying, they never said," she adds. "And even when I was in New York City and way past the point where you should still be calling your folks, they were always quick to chip in if I came up short on rent."

Her friends were supportive, too: High school buddy Brian Atwood, now a successful shoe designer, convinced McCarthy, who had impatiently dropped out of college, to move to Manhattan in the early nineties.

"I didn't have any money," she recalls, "and he said, 'So what? Now you won't have any money in New York. What's the difference?' " McCarthy arrived with $45 in cash, and Atwood signed her up for an open mike night in a comedy club.

Dressed in outrageous wigs, and telling stories about how tall and pretty and wealthy she was, the 5' 2" newbie got big laughs — and discovered her destiny.

REMEETING HER MATCH

The first time McCarthy was introduced to Ben Falcone, he basically trotted out the tried-and-true "Haven't I seen you somewhere before?" line. It turned out that he had seen her. The two young actors were in the same class at the Groundlings theater company in Los Angeles, in which each student was asked to tell the group a little bit about himself or herself. "I said I went to Southern Illinois University in Carbondale, a tiny little town that nobody's heard of," McCarthy recalls. "And Ben said, 'Thank you very much. I'm from Carbondale.' "

Falcone, who is three years younger than McCarthy, had snuck into college parties in Carbondale with his high school friends. "I knew who you were," Ben told her later. They hit it off immediately. "He is so very smart, so very kind, and really funny. He's one of the most rock-solid people I know. I was just smitten on every level," McCarthy says.

After dating for six or so years, they fretted about getting married. "We wanted to both be working, to be more secure," she says, "all the stupid stuff you think you need to be." By then they were living together, and one day Falcone — who years earlier had nicknamed his sweetie "Mooch" — appeared in the doorway. "I knew he was acting strangely because he said, 'Melissa,' which he doesn't ever call me," she remembers. "I was like, Uh-oh, what'd I do? And Ben says, 'Let's have coffee on the porch,' all weird and nervous. And then the doorbell rings. I had some guy coming over to do yet another project on the house. So I go sit in our den like a dork, playing Tetris on some little device while watching an autopsy on some medical show on TV. Ben bursts in and screams, 'Melissa, will you marry me?' And then he sees the surgery on TV and says, 'Can you please turn that off?! It's really ruining the moment.' "

She said yes. "He makes me laugh so hard that I'm beside myself 10 times a day," McCarthy says. But there is one little thing he does that drives her crazy: "When we're in a hurry, he slows down," she whispers. "He swears he doesn't, but I had a friend over once who said, 'Ben's moving weirdly slowly.' So it's confirmed."

McCarthy can describe herself as a wife in three words: "Scattered, devoted, and..." she says with a sigh, "happy." She and her husband both got a huge career boost from the popularity of Bridesmaids and must now balance their professional lives with marriage and parenting. When their schedules keep them apart, they text and video-chat. And now that they have a nanny — a recent but necessary addition, even for a dedicated hands-on mom like McCarthy — they can have the occasional evening out.

"We do not call it 'date night,' " McCarthy says. "That's too much pressure. But at least once a week, we'll go to dinner, at like five o'clock, so we can get home and put the girls to bed. It's important for us to spend time together away from the kids, to reconnect. Otherwise, we are just texting each other grocery lists — 'Don't forget the raisins' — and adding, 'Oh, I love you, BTW' at the end."

THE MOMMY TRACK

Having two young kids, McCarthy admits, "I have mom-brain deluxe. You get real dippy — especially when you're pregnant." In fact, when she first met the creators of Mike & Molly, she was nearly eight months along with Georgette and was thinking that if she didn't get the job, she would stay home with the kids, sew little outfits, and start an eco-conscious kids' clothing line. Winning the role of Molly, she says, changed everything. With Falcone's career prospering, they realized they couldn't juggle it all without help.

Even so, there's guilt. "I sometimes feel like the worst parent on earth," she says. "We're not making our own dye-free vegetable soaps or healing the planet. I think I'm supposed to go to work but also never leave my kids."

Still, it's clear how much joy her children give her. When asked, though, McCarthy says she isn't thinking about having more. "I'd be outnumbered. I'd need a third arm," she jokes. "I think we were hit with the lucky stick and got two good ones."

At just 5, Vivian is starting to show a confident streak she no doubt gets from her mom. "One of the greatest things I've seen her do is not follow the crowd," McCarthy says proudly. "She doesn't try to be contrary, but if all the little girls run over to do something else, Viv will be like, 'No, I think I'll just do this.' I see that and think, Yeah, keep up that sense of self. "

On the other hand, there are times when having kids who were a little less independent might be a welcome concept. Like, for instance, when McCarthy confronts one of parenthood's eternal challenges. "At breakfast, Ben and I battle to get food into the girls," she says, laughing. "Georgie requires a full floor show just to keep her in the chair." That might involve spur-of-the-moment art projects, recapping the adventures of the Bubble Guppies, crazy character voices, and impromptu dance parties in the kitchen. Whatever it takes, really, because Melissa McCarthy will do anything for her kids. And anything for a laugh.

MELISSA'S 3-STEP VEGGIE SOUP

"We've tried this recipe with fresh vegetables, but it's just as good with frozen — and it saves you time," says McCarthy. She almost always has some on hand; she and her family eat it as a healthy snack, and with the addition of brown rice and Parmesan cheese, it's also a great stew. And it only needs to simmer 15 minutes.